Raymond Hawkins v. Cintas Corp., 32 F.4th 625

Background

Cintas sponsors a defined-contribution retirement plan (the Cintas Partners’ Plan). Participants Hawkins and Lung sued under ERISA § 502(a)(2), alleging fiduciary breaches—offering only actively managed (higher-cost) funds and charging excessive recordkeeping fees.
Plaintiffs filed a putative class action seeking plan-wide relief; recovery under § 502(a)(2) is sought on behalf of the Plan.
Hawkins and Lung had multiple employment agreements with Cintas that contained arbitration clauses and class/representative-action waivers covering employees’ "rights or claims arising under . . . ERISA."
Cintas moved to compel arbitration under those employment agreements; the district court denied the motion, concluding the claims belong to the Plan and the Plan had not consented to arbitration.
The Sixth Circuit affirmed: because § 502(a)(2) claims are representative/derivative (plan claims), individual employment arbitration agreements do not compel arbitration absent the Plan’s consent, and no adequate manifestation of the Plan’s consent appeared.

Issues

Issue	Hawkins/Lung (Plaintiffs)	Cintas (Defendant)	Held
Whether these § 502(a)(2) breach-of-fiduciary-duty claims are individual employee claims covered by the employees’ arbitration agreements	Claims are brought on behalf of the Plan and thus are Plan claims, not individual claims for arbitration	Employment agreements require arbitration of all employee "rights or claims," including ERISA claims	Held: Claims are representative Plan claims under § 502(a)(2); employment agreements binding only on participants do not compel arbitration
Whether an individual participant can bind the Plan (i.e., whether Plan consent is required or was waived)	An individual cannot unilaterally waive or release a plan’s § 502(a)(2) claims; Plan consent is required	The participants’ arbitration clauses are forum-selection choices that should govern ERISA claims the participants bring	Held: Plan consent is required; individual employment agreements do not suffice to bind the Plan
Whether the Plan manifested consent to arbitrate (through sponsor actions, litigation filing, agency/estoppel theories)	No manifestation of Plan consent appears in plan documents or elsewhere	The Plan sponsor’s actions (and plaintiffs’ agreements) or litigation conduct demonstrate Plan consent or estoppel	Held: No adequate manifestation of the Plan’s consent; sponsor actions and defendants’ conduct did not bind the Plan to arbitration

Key Cases Cited

LaRue v. DeWolff, Boberg & Assocs., Inc., 552 U.S. 248 (2008) (held § 502(a)(2) authorizes recovery for fiduciary breaches that diminish assets in defined‑contribution accounts and emphasized relief is for the plan)
Mass. Mut. Life Ins. Co. v. Russell, 473 U.S. 134 (1985) (held § 502(a)(2) suits are representative; relief is for the plan)
Munro v. Univ. of Southern California, 896 F.3d 1088 (9th Cir. 2018) (treated § 502(a)(2) claims as plan claims and refused to enforce individual employment arbitration agreements)
United States ex rel. Welch v. My Left Foot Children’s Therapy, LLC, 871 F.3d 791 (9th Cir. 2017) (qui tam analogy: claims belonging to a non‑party entity are outside employee‑employer arbitration clauses)
Graden v. Conexant Sys. Inc., 496 F.3d 291 (3d Cir. 2007) (discussed derivative/representative nature of § 502(a)(2) actions and that plan holds recovery)
In re Schering‑Plough Corp. ERISA Litig., 420 F.3d 231 (3d Cir. 2005) (characterized § 502(a)(2) claims as plan claims recoverable for plan losses)
Smith v. Aegon Cos. Pension Plan, 769 F.3d 922 (6th Cir. 2014) (recognized ERISA’s policy of federal‑court access and contrasted arbitration provisions in plan documents with individual agreements)
KPMG LLP v. Cocchi, 565 U.S. 18 (2011) (per curiam) (arbitration required where parties have signed an arbitration agreement)
Green Tree Financial Corp.‑Ala. v. Randolph, 531 U.S. 79 (2000) (placing burden on party resisting arbitration to show claims are unsuited to arbitration)